QSI Chief Commercial Officer Sells 36,964 Shares in Mandatory Tax Withholding

Rhea-AI Filing Summary

Bennett Todd C., Chief Commercial Officer and director of Quantum-Si Inc. (QSI), reported two mandatory sell-to-cover transactions tied to vested restricted stock units on 09/22/2025 and 09/23/2025. On each date he sold 18,482 shares of Class A common stock, totaling 36,964 shares sold to cover required federal, state and local withholding taxes.

The weighted average sale prices reported were $1.6826 on 09/22/2025 (shares sold ranged $1.64–$1.72) and $1.635 on 09/23/2025 (shares sold ranged $1.57–$1.79). Following the transactions, beneficial ownership was reported as 700,003 shares and then 681,521 shares, respectively. The filing was signed by an attorney-in-fact on 09/24/2025.

Positive

• Transactions disclosed as mandatory sell-to-cover, clarifying these sales were for tax withholding tied to RSU vesting
• Full price ranges and weighted averages provided for both trade dates, enabling verification

Negative

• Total ownership declined by 36,964 shares following the two reported sales (from the reported pre-sale amount to 681,521 shares)
• Low sale prices (weighted averages ~$1.64–$1.68) reflect modest per-share proceeds for the disposed shares

Insights

Financial Analyst

TL;DR: Routine insider sell-to-cover transactions; not clearly material to valuation given the nature and context.

The report documents two identical sell-to-cover transactions of 18,482 shares each tied to RSU vesting, indicating the sales were automatic to satisfy tax withholding rather than discretionary cashing out. The weighted average prices were low (around $1.64–$1.68), consistent with the reported ranges. Ownership fell to 681,521 shares after the second sale, which investors can track but which by itself does not imply change in corporate strategy or performance.

Corporate Governance Expert

TL;DR: Disclosure appears complete for Form 4: transactions, rationale, price ranges, and signature are provided.

The filing identifies the reporting person and relationship to the issuer, specifies the mandatory sell-to-cover nature of the sales, and provides weighted average prices and ranges. Signature by an attorney-in-fact is included. There is no indication of discretionary insider trading or other governance concerns in this filing alone; it documents standard tax-withholding activity following RSU vesting.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Bennett Todd C.

(Last) (First) (Middle)

C/O QUANTUM-SI INCORPORATED

29 BUSINESS PARK DRIVE

(Street)

BRANFORD CT 06405

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Quantum-Si Inc [ QSI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/22/2025		S(1)		18,482	D	$1.6826(2)	700,003	D
Class A Common Stock	09/23/2025		S(1)		18,482	D	$1.635(3)	681,521	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares sold pursuant to a mandatory Quantum-Si sell-to-cover provision for required federal, state and local withholding taxes in connection with the vesting of previously granted restricted stock units. Individual is not able to alter this mandatory sell-to-cover provision that is enacted at the grant date of the related restricted stock unit award.

2. Represents the weighted average sales price per share. The shares sold at prices ranging from $1.64 to $1.72 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

3. Represents the weighted average sales price per share. The shares sold at prices ranging from $1.57 to $1.79 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

	/s/ Christian LaPointe, Ph.D., Attorney-in-Fact.	09/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who filed the Form 4 for QSI?

The reporting person is Bennett Todd C., listed as Chief Commercial Officer and director of Quantum-Si Inc.

What transactions are reported on the Form 4 for QSI?

Two mandatory sell-to-cover transactions on 09/22/2025 and 09/23/2025, each selling 18,482 shares of Class A common stock.

How many shares were sold and why?

A total of 36,964 shares were sold pursuant to a mandatory sell-to-cover provision to satisfy federal, state and local withholding taxes in connection with RSU vesting.

What prices were the shares sold at?

Weighted average sale prices were $1.6826 on 09/22/2025 (range $1.64–$1.72) and $1.635 on 09/23/2025 (range $1.57–$1.79).

What was the reporting person's beneficial ownership after the sales?

Beneficial ownership was reported as 700,003 shares after the 09/22 transaction and 681,521 shares after the 09/23 transaction.

Who signed the Form 4?

The form was signed by Christian LaPointe, Ph.D., Attorney-in-Fact on behalf of the reporting person on 09/24/2025.